Turquoise Hill Announces Mailing of Management Information Circular to Consider the $43.00 per share Rio Tinto Transaction - Seite 2

In order to become effective, the Arrangement Resolution must be approved by: (i) at least two-thirds (66⅔%) of the votes cast by shareholders present in person, virtually present or represented by proxy at the Special Meeting, voting as a single class; and (ii) because the Arrangement is subject to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”), the approval of a simple majority (more than 50%) of the votes cast by the shareholders present in person, virtually present or represented by proxy at the Special Meeting, excluding the votes attached to shares held by Rio Tinto and its affiliates and any other shareholders whose votes are required to be excluded under MI 61-101.

How To Vote

Shareholders must vote their proxy before 10:30 a.m. (Montréal time) on October 28, 2022 (or, if the Special Meeting is adjourned or postponed, 48 hours, excluding Saturdays, Sundays and statutory holidays, prior to the commencement of the reconvened Special Meeting).

If you are a registered shareholder, we are asking you to take two actions.

First, your vote is important regardless of how many common shares you own. Shareholders are encouraged to vote in advance of the Special Meeting. If you are a registered shareholder, whether or not you plan to attend the Special Meeting, to vote your shares at the Special Meeting, you can either return a duly completed and executed form of proxy to the Company’s transfer agent, TSX Trust Company (the “Transfer Agent”), Proxy Department, by mail at: TSX Trust, 1200-1 Toronto Street, Toronto, Ontario M5C 2V6, or TST Trust Company, 1600-2001 Robert-Bourassa Blvd., Montréal, Québec H3A 2A6, or via the internet at www.tsxtrust.com/vote-proxy not later than 10:30 a.m. (Montréal time) on October 28, 2022 or, if the Special Meeting is adjourned or postponed, 48 hours, excluding Saturdays, Sundays and statutory holidays, prior to the commencement of the reconvened Special Meeting. If you hold Shares through a broker, investment dealer, bank, trust company or other intermediary (a “Beneficial Shareholder”), you should follow the instructions provided by your intermediary to ensure your vote is counted at the Special Meeting.